Contract Drafting and Review

“Get a lawyer to look at your contract or beware. Because no company – evil or not – is going to do it for you.”
-Sarah Lacy

Sometimes you just need to know what you’re signing.

Contracts are the way we do business. [ask LEGAL] can draft your business’s standard contract on the terms most advantageous to you, or review a contract you’ve been presented to make sure there are no problems.

We regularly advise clients on the following:

  • Sales/service contracts: If you are selling goods or a service as part of your business, you should have a contract that sets out what you will be doing and how you will get paid. The contract can set out where and when the goods or services will be provided, what won’t be provided, when payment(s) are due, and what happens if either party fails to meet its obligations. The same is true for when you are the consumer of others’ goods or services. If you don’t understand your contract, you don’t understand your business.
  • Shareholder/operating agreements: When you go into business with someone else, you should have a formal agreement about each partner’s rights and responsibilities. How will distributions be made? Will partners be permitted to sell their interest in the company, or pledge it as security for a loan? What happens if a partner dies? If partners can’t agree and reach deadlock, who gets to make the decisions? All of these questions and more should be answered by your operating agreement. If they’re not, or worse yet—you don’t have an operating agreement at all—you’re setting yourself and your company up for expensive litigation down the line.
  • Employment contracts: When you are hiring employees (especially those with managerial and operational responsibility), it often makes sense to enter into a contract that sets out what is expected of the employee, what you’re promising the employee in exchange, and what happens if those expectations are not met.
  • Non-competition agreements: Non-competition agreements are enforceable in North Carolina, but they are strictly construed. That means that if you want someone to agree not to compete with you, you need to understand the rules regarding such contracts, and follow them. If drafted properly, a non-compete allows you, the business owner, to get a court order forbidding your disloyal employees from opening up shop next door, stealing your intellectual property, poaching your employees, or (worst of all) taking all the clients with them.
  • Asset purchase agreements and other business sales: Maybe you’ve worked hard for years to build your business, and now it’s time for you to sell and move on to your next adventure. Maybe you are looking to invest in a new company and take it to new heights. Either way, it’s important that there be no surprises, before or after closing. [ask LEGAL] can negotiate the terms of the sale, and draft a contract to protect you and your business.
  • Leases: Whether you are renting space to others, or renting space from a landlord for your own business, it’s important to understand the terms that apply. How long is the rental term and can either party extend that term? Will the tenant be required to have a personal guarantor? Will the landlord be obligated to mitigate its damages in the event of a default? If there is a default, is there any opportunity to cure? All of these questions should be answered in your commercial lease, and you should understand all of your rights and responsibilities.

Get your agreement in writing today. Contact us for details.

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